The Astonishing Spider-Man
by WeAreGenesis
Summary: Waking up in the body of 15 year old Peter Parker was NOT on the to do list. Living his life? Also not on there. But what exactly can one do except quickly adjust? Self Insert. Pairing undecided. First-ish story(?) T for now. Might change it to M later because I'm paranoid.
1. The Beginning

**Here we go. My first story. Well. First one in a long time. Let's hope this one does better. I'll answer questions at the beginning of the next chapter as long as the answer doesn't spoil anything for that chapter or any future chapters. My girlfriend actually picked this one. Unknowingly though. This or Naruto. She picked Naruto. So I went with the other choice. This will be mostly comic based so if you haven't read the comics some of it may go over your head. There will be elements from the movies too as well as elements from Spider-Man PS4 (2018? Or is it technically considered 2019 since it was out so late into 2018?) Whatever. Can't have the AN run so long. Bold in this story will probably always be me, you'll be updated if otherwise, and normal text is everything else.**

* * *

It was a simple jolt. I had barely felt it. But I did. This means I woke up. This in turn means I was out of bed and walking downstairs. I hadn't even realized I was no longer in my 18 year old body. I didn't notice any of this.

However, I did notice mymother was not the one making breakfast. I also noticed breakfast was being made for me, something I hadn't had since I was about 8. I also noticed the older man, and that the woman was decently aged. They weren't elderly but they weren't young adults. More of a pair of 35-40 year olds.

I also noticed when they called me Peter. That was certainly not my name. Hell, P wasn't anywhere near close to the letter my name started with! But being the nerd I am, I ran through every fictional Peter I knew. Peter Pan, Quill, Griffin, Venkman, Pevensie, Maximoff so on and so forth my mind collected all the ones I had even simply heard of. But only one Peter ever showed his childhood being filled with a man and a woman. The memories trickling in confirmed it. But only one test would put my mind at ease.

"…Uncle Ben?"

It was practically a whisper. I had barely even heard myself say it. But I did. Embarrassment or not, I had to. I had to know if what happened had truly happened. If my mind had truly gone to the correct conclusion. Had I really switched bodies with the character whose comics had taught me how to read? The character that started me on the road of nerdiness that became practically my whole being? The hero with the worst and best luck out of any?

The almost instantaneous reply from the older male was all I needed. It confirmed everything. It put all doubts to rest. A simple, yet so complex response.

"Yes, Pete? Something wrong? You're looking a bit sick, kiddo."

I was sick. I was sick because I was terrified. Was this 616 Peter? Spider-Verse Peter? Tom Holland? Andrew Garfield? Tobey Maguire? Drake Bell? (Drake was decent but the show he voiced Spidey on didn't have the best of writers.)

I was nervous. What else could one be in this situation?

I sighed. I needed to breathe and relax. I'd do this. My way. Question was…do I tell May and Ben? Other heroes?

"I'm fine. Got out of bed too quick, got a bit of vertigo. I was just wondering if we could go out to see a game or something. I know I'm not much into sports but what better way than to watch a game with the professional sports watcher?"

A distraction so I could think. I was rather smart on my own. Smarter than most of the people I had gone to high school with. Now add on Peter's intelligence, when used as well as it could be instead of being limited to avoid bullying and envy, and you have someone possibly smart enough to be in the top 3 smartest heroes. If I do say so, myself.

I already had a list of heroes I'd tell and wouldn't tell. Captain America was a for sure. The man may not entirely understand but he was honorable and did his damnedest to help others. Probably because of his mother. Moms always seem to be able to instill those qualities into their children. Especially moms back in the 20s and 30s. The Fantastic 4 were a Maybe. As were a handful of others. Miles Morales would figure it out. He figured out Octavius when the man switched bodies with Peter. He'd figure me out. As long as he was a Miles Morales from another Earth at least.

I'd heard the reply for the most part. A surprised "sure" before asking if I wanted to see a baseball game or if I'd prefer a football game. Baseball for certain. The Yankees were likely playing. If not then the Mets were a good substitute. Unless the teams were completely different. Hell there could be a team called the California Blue Jays. I had no clue. Because Peter never knew. My knowledge of this Earth relied upon Peter.

It was around 15 minutes later that I had finished breakfast. Pancakes. My favorite. And seemingly Peter's as well. No. I am Peter I have got to get that through my head. Nonetheless when I opened the closet I saw what was expected. Nerdy/Geeky clothes. The wardrobe would need updating. I'd also need a haircut as well as a job. Not with Jameson however. Or maybe I'd have to? Or Venom would attach to someone else? Hm. Best to just try and keep the symbiote. Come to an agreement with it. Parker is its perfect host.

Things for later. First I'd have to go to school. Flash Thompson would be stood up to. I dealt with my own bullies but none to this degree. Then again it was a crime to bully where I lived. Anyway. School.

The bane of my existence. School was simply too easy. It bored me. Always had. For that very reason. It seemed it was the same for Peter. The only reason he didn't skip to college was that he didn't want the bullying to happen on a bigger level. That and his Aunt and Uncle. What would they do without him?

The thoughts were quickly interrupted by buzzing in the back of my head. The infamous Spider-Sense. It would be good to rely on it but I'd need to find Iron Fist for something superior. However for now…

I listened to the sixth sense and hopped back a bit. It seemed Flash wasn't expecting that. Good. Then he wouldn't expect the rest of the whole situation. No one would.

"Nice dodge, Puny Parker. It isn't going to keep your head out of the toilet though." The bully practically spit out. How 60s of him. Quite outstanding, really. The step closer didn't help. He was obviously trying rather hard to intimidate me. Lame.

"Pretty sure that isn't going to happen. Why? Because I'm walking away." And I did. Or at least, I tried to. Flash quickly threw a punch at the back of my head. A tilt to the side made it fly past my head. Probably best to stop that before someone figures out or accuses me of being a mutant. I don't know where time stands.

"I'll gut you after school Parker. Just you wait."

What a generic bully thing to say. How boring. I was expecting much worse, honestly. Was Peter really scared of that guy? Jeez. Being Spider-Man must have really improved his confidence. Good thing, too. Spider-Man was all about seeming confident. And being confident. For the most part.

Flash never did "gut" me. Mostly because I reported him. Many would consider that cowardly. But I knew in this case it wasn't. I needed to keep the powers a secret. A fight wouldn't do that. So the best course of action was to simply report him and head into the city.

Ben had given me a card after I brought up wanting a haircut and a new outfit. Of course I got what I usually got. A simple trim to keep it from being too long and a slight upward spike. Nothing too serious but something noticeable to those who grew accustomed to Peter's usual hairstyle. And of course buying clothes was really me getting stuff for a costume. A blue long sleeved shirt, A basic red ski mask, A red jacket (something I'd spray paint the Spider symbol on), Blue joggers (Something which surprised me) and some Solid Red Converse (One of the easier shoes to put back together.)

Now I had the beginnings of my first Spider-Suit. Some old tinted goggles within the Parker residence and the old watches for web shooters would complete it. Basic Spidey stuff.

Unless…

A quick turn down the alley and a flick of the wrist confirmed no organic webbing. Good. Having organic webbing sucked. It never gives Peter the chance to show off his intelligence. The web shooters are made from some old junk he puts together and the webs themselves are made via an old chemistry set he has.

The web shooters impress Tony Stark AND Hank Pym! And the webs are something that was estimated by Richard Parker to need thousands in funding and a whole team to complete it.

Peter was a genius in Science with barely any rivals. When he applied himself to do so, at least. But his fear of being an outcast again always made him hold back. Something I would not allow. I'd push this brain to its limits. Our shared intellect would put us near the top. Though my interest was more towards increasing my arsenal to take on stronger foes. To save people. With great power came great responsibility, and being Spider-Man was the greatest responsibility anyone could have.

I could of course never be The Amazing Spider-Man. I couldn't be sensational, spectacular, ultimate, or any of those. Those were the true Peter Parker.

I could however be awe-inspiring. Phenomenal.

The Astonishing Spider-Man.

* * *

**I tried to hit 2,000 but I just couldn't get there. This is better than my original stories though. Those had like 200 words a chapter. Let me know how you like it. Tips? Suggestions? Questions? Criticism? Review to tell me. Or PM me, I suppose. PMs will be answered in PMS. Reviews will be answered wherever I'm able to. We'll see how you guys react to this and I'll start on the second chapter. Can't guarantee a release date for that buuuut it will go out. I want this to succeed. So. Yeah. See Ya.**


	2. Spider-Man?

**First things first! Thank you, everyone, for your interest in the story! I'm amazed how quickly this outshined the stories I've previously made. Within a day I received twice the amount of Favs and Follows as my 2 previous stories accumulated in a month combined.**

**Second. The Spider. OHHHH Boy. A few of you suggested I check that out. Trust me. I've checked it out. Heavy inspiration from that. Even PMed the Auther to tell them thank you for inspiring me and stuff.**

**Third. A few of you have asked how "Peter" is even gonna have challenges if he knows basically all the info. And why certain characters should Know. I'm not revealing the identity of Peter Parker. Just that he is not actually the person under the mask. Miles from an alternate Earth would know it isn't Peter because Miles is Peter's Protégé/successor. He's traveled around the multiverse. He knows Peter Parker. Hell Otto Octavius managed to convince EVERYONE that he was Peter. Even Peter's "Soul Mate" and his Aunt. Everyone except Miles Morales.**

**Also. My answer to will Peter have challenges. Read the story.**

* * *

Spray painting a large Spider Symbol onto a jacket and avoiding anyone seeing was harder than one would think. Ben regularly walked into the garage. Add on the fact that he and May were both apparently retired, how this was when they both seemed old enough to be slightly older siblings of Peter I'll never know, and a weekend was difficult to do this on. A weekday was just as difficult. They'd know if I skipped classes. Teachers would call and I get the feeling the neighbor is a snitch. Why? Wellllll…

"Mary-Jane?! You'll be late for school if you don't hurry it up!"

I had heard the sentence the moment I took a step out of the house that Monday. Mary-Jane. Peter Parker's supposed second soul mate. Right behind Gwen Stacy. Two women I personally never found attractive. For separate reasons. Obviously. Gwen because she cheated. No matter how badly Marvel wants you to see her as this perfect being who sadly perished…She cheated on Peter Parker. Cheaters are in no way attractive. Thanks.

Mary-Jane? She just isn't all that to me. So her being out of Peter's…out of MY life was no big deal. Thus when I saw her leave and smile at me in a friendly manner I didn't return the smile. I just gave a half wave showing that while I'd be fine with friendship it likely wouldn't go further than that. I had plans for who I'd like to end up with. If I was allowed to, at least. Love was mysterious. So it'd be difficult to know if that's who would be interested.

Nonetheless, I'd try. But first? More school. So far it seemed like the original trilogy merged with the second. Gwen Stacy looked as she did in the Andrew Garfield movies and MJ looked like she did in the Maguire ones. However, the news of Mutants on TV threw that all out the window. Maybe a merge of the X-Men movie universe combined with all the Spidey films and the MCU? There had been news of Stark going missing so MCU was definitely involved…unless it was a Movieverse and Comic verse combination? Hm.

My musings were quickly cut short by someone attempting to throw water at me. Dodge? Hm. It was just a bottle aimed at my arm…best to just take the hit. Of course, my increased durability made it much less painful. Felt more like being bumped in a line. And the culprit? Flash. Obviously.

"Something you need?" I did my best to seem like I didn't care. I didn't. It was just annoying. But giving away that it annoyed me would egg him on.

"Nothing you can provide, Puny Parker. Maybe your Aunt can though? I doubt that your Uncle is giving it to her." Flash responded with a smirk and a laugh from a few of his teammates.

The old I'll take your mother, or in this case Aunt. Did he have no modern material?

"You know…Your mother said the same thing about your father…I think. Couldn't tell. Her mouth was pretty full." A simple response but it elicited anger from him.

"WHAT WAS THAT PARKER?"

"You heard me, Flash. Now if you'll excuse me." With that, I got up and made my way to the exit of the cafeteria.

That was about the most exciting thing in school all week. Eventually, I gave up trying to spray paint the spider on there. I went out in the suit and stopped a few petty thieves but I quickly realized that the wrestling match that ends in Ben's death was coming up. Was it a fixed point in time? Was he destined to die? No. I refuse to believe that. I'd change it. Ben Parker would live. I say so.

That night was filled with me attempting to come up with a way to keep Ben alive, convince Flint Marko to stop stealing for good if he was the thief here, and avoid Ben finding out it was me. Unless…no. Peter had the right idea. Ben and May shouldn't know. Not at first. They need time.

With that thought in mind, I passed out.

* * *

It wasn't until later that night that I awoke to the news. Iron Man was fighting Stane. But Peter in the MCU was still very young when this happened. He couldn't have…Time was completely different. Events would take place differently. I'd have to combine all the knowledge of Marvel movies and comics to figure this out. Tony would need help. He barely won the fight due to his energy source being eaten away by the suits flight capabilities. If I got there in time…

With a rush, I placed my suit on and was out the window in minutes.

Web-slinging had been a pain at first. My fear of heights and attempting to figure out how to do it correctly took a bit but over time I was able to do it pretty decently. Enough to make a scene when I enter and distract Stane.

Landing on the roof may not have been the biggest entrance, but it got the attention I wanted. And it kept Stane from continuing to crush Stark.

"Hey."

Not super elegant or anything. Of course, that wasn't the point. The point was to distract so I could quickly web Stane's face and yank myself toward him. With a quick look, I found the same wires Tony pulled out in the original Iron Man movie. Of course, with that, it meant he'd open his suit and make himself vulnerable.

"You know. I was expecting to run into Doom and the Fantastic Four first. But I suppose this will do. Mind surrendering so we can just send you to jail? Kinda in a bit of a rush." It was true. In a sense. I wasn't really in a rush for anything. More of trying to get home before May and Ben woke up. It would be a bit awkward to explain myself. Y'know?

"Hey. Listen. I have a plan. You need to get out of here to avoid possibly dying though." Stark had actually whispered this to me. A surprise for sure. Guess I landed right next to him.

"Short-Circuiting that thing could kill him and you. I'm not cool with that. Let's just get him outta there, knock him out and wait for the police to arrive, yeah?" Hopefully Tony would agree. With us both it'd be much easier. Even with Tony being so low on Power. "My webs are flexible but as strong as steel. I could yank him out if we time it right. If he isn't in there I'm pretty sure he can't control it. He still hasn't even sleeked that down to increase the speed. He's focused on Power, sacrificing a lot for it. Probably even any sort of remote control."

Tony didn't have long but he nodded, agreeing to my plan from what I could tell. With that he began to distract Stane, avoiding the missiles in the process. With that, it gave me the chance to jump over Stane, webbing his shoulders mid flip and with a yank he was out of there.

The suit quickly began to shut down, Stane growling and attempting to crawl to the suit. But with a punch from Tony, he was out cold.

"Appreciate the save. Seems like I'm not the only one out there trying this hero game. Iron Man." He smirks offering a hand.

I cautiously took it. Seemed Tony was somewhat trustable. But he still wasn't to know who Spider-Man was. Not the man under the mask.

With a shake, I nodded. "Spider-Man." And with that the sirens lit up, I gave a mock salute and made my way out of there. It didn't take me long to land on a building and check for trackers.

Right on the back. SHIELD tech. Just as expected. I quickly deactivated it, keeping it to reverse engineer later. Maybe I could improve upon the basic Spider-Tracer Peter usually has. And I may have found a way to make some Money. Peter declined to go to College on a scholarship simply because he was scared of more bully's.

I was not. And there were a few ideas of Otto's I may take. Like Parker Industries. And maybe those legs he added to his Superior Spidey Suit. Might come in handy. But that's for later suits. For now, it was time to return home. So far we were following MCU for the most part. But something told me that it was going to change soon.

* * *

The next morning had Tony's confession of being Iron Man and the Spider-Man name being revealed to the world. Tony had said he didn't know who Spider-Man was but that he was obviously a hero. Or trying to be one.

That'd likely throw of Jameson from chasing the menace route. Why go against the word of Tony Stark? Would throw the Bugle into a downward spiral. Then again…Jameson was an illogical and unpredictable man. Only time would tell.

School was boring until I spoke to the principal about the Scholarship that Peter had previously decline and if I could take the offer now. And that day was celebrated in the Parker household. But…It wouldn't last long. While I'd be going to College in New York, not for long if my intelligence had anything to say about that, The Parker's were still financially challenged.

Which meant going to the Wrestling Match. Which meant…Ben dies.

No. No, I wouldn't allow that. Maybe I could bribe the guy after catching the thief? But if he had a partner…No. They'd be stopped. Yeah.

Alright.

"Let's do this." With that, I stepped in. It wouldn't take long. I wouldn't play with whatever his name was. I gave them the name of Crimson Spider since I was wearing all Crimson. I had traded out all the blue to avoid being recognized as Spider-Man.

Luckily it allowed me to take the guy down rather fast. A quick punch or two to the face and gut, hitting a pressure point and he was out like a light.

Sadly that meant…

"I'm not paying you jack shit."

I sighed as the man began to talk down to me. He honestly did look like Bruce Campbell. Jeez. Alrighty. Whatever.

I shrugged it off and began to walk down the hallway, waiting for the guy to come slamming past me. And he did, I grabbed him and quickly took him down. The Campbell look-a-like was pretty grateful. And with that, he asked how he could repay me.

This wasn't a Spider-Man thing to do. I knew this. But at the moment I wasn't him. So money was fine.

With it, I began to head outside. And then I heard it. The sound of a gunshot and screams. The world seemed to slow as I turned in the direction of it.

In every alternate timeline, Earth, Universe that exists Ben Parker dies for Peter Parker to be driven to truly become Spider-Man. To protect not just the world but even the small guys in little neighborhoods. No matter the timeline his Aunt, May Parker picked the pieces of Peter up and put them back together, fully pushing in the pieces of Ben that he left behind to replace the ones that Peter couldn't replace on his own.

In every single one. May would later die for Peter to resurrect by trading his marriage and unborn child but that was it. Never here. Never at the beginning of Spider-Man's true creation. Never on this night did May Parker die.

Until now.

"NO!" My body reacted on its own. Running to her, attempting to help her. Seeing her say something but never truly hearing it. It all happened so quickly. Ben attempted to console me but…I needed to figure this out.

Why was I even upset like this? To me, she was a fictional character…But to Peter, she wasn't. I had his memories. His life existed, intertwined in mine. It was as if I had lost a mother. And that was a pain no child should experience that. Ever.

And it was the job of Spider-Man to make sure it didn't happen. Ever. Never to anyone else. To the best of my abilities. Even if it meant placing my life on the line.

I couldn't do that without tech. Which meant I'd need to create Parker Industries. Quickly.

And so I did. Creating the company took time. I invested about 5K of the money I won on the company, Building it up from there. Creating Partnerships with Stark and The Fantastic Four business wise. College had been easy.

This all took months, adding on that I went out as Spider-Man, stopping basic robbers and the like. Being Spider-Man required a suit though. And the Company was nowhere near ready for that yet.

But someone else was. Stark and the Four couldn't be trusted with the secrets I held. Not yet. And while entangled in Hydra to such a degree as it was, I couldn't trust SHIELD.

But there was one person I could. One group who knew how to keep secrets. Who had suits at the ready.

The X-Men.

The school would be my next stop.

If I couldn't trust them all I could at least trust Xavier, right?

* * *

**Hey guys. This one fought me like the whole way. Nothing was coming to me. I realize it seems seriously MCU now but trust me that's gonna change really soon. I promise.**

**I still can't confirm any sort of schedule as life is all sorts of crazy right now but I felt I needed to get this out to you guys.**

**If I didn't answer your question it's either because it would spoil stuff heavily or you gave me an Idea I'm taking into consideration.**

**Thanks for reading.**


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